CENTRAL POWER & LIGHT CO /TX/
35-CERT, 1996-08-27
ELECTRIC SERVICES
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                  SECURITIES AND EXCHANGE COMMISSION

                        Washington, D.C. 20549


- --------------------------------------------------
                                                  :
                In the Matter of                  :
                                                  :
            CSW COMMUNICATIONS, INC.              :  CERTIFICATE
                                                  :
      CENTRAL AND SOUTH WEST CORPORATION          :       OF
                                                  :
               File No. 70-8199                   :  NOTIFICATION
                                                  :
  (Public Utility Holding Company Act of 1935)    :
- --------------------------------------------------:


    This report is filed under Rule 24 of the Public Utility Holding Company Act
of 1935 by CSW Communications, Inc. (CSW Communications) a subsidiary of Central
and South West Corporation (CSW) authorized to operate as a limited-purpose
communications company. Under HCAR 35-26061 dated June 3, 1994, it is required
that CSW Communications file quarterly reports providing: 1) CSW Communications'
Balance Sheet 2) CSW Communications' Statement of Income for the quarter ended
(for the year ended in the case of fourth calendar quarter) 3) a concise
description of bills to and payments by associated companies for such quarter
and 4) a concise description of payments by CapRock Fiber Network, Ltd.
(CapRock) to CSW Communications for such quarter.

1)  CSW COMMUNICATIONS' BALANCE SHEET

    Refer to Exhibit 1 for CSW Communications' Balance Sheet at June 30, 1996.

2)  CSW COMMUNICATIONS' STATEMENT OF INCOME

    Refer to Exhibit 2 for CSW Communications' Statement of Income for the
Quarter Ended June 30, 1996.






<PAGE>


3) DESCRIPTION OF BILLS TO AND PAYMENTS BY ASSOCIATED COMPANIES

     BILLS TO ASSOCIATED COMPANIES:

     Central Power and Light was billed $28,491 during the reporting period for
the reimbursement of operations and maintenance expense.

     PAYMENTS BY (RECEIPTS FROM) ASSOCIATED COMPANIES:

Description                                           Amount
- ------------------------------------------------  --------------

Receipts from CPL - Reimbursement of expenses        $   (18,994)
Receipts from Corp - Advance                          (3,960,185)
                                                  --------------
    Total receipts from Associated Companies         $(3,979,179)
                                                  ==============

4)  DESCRIPTION OF PAYMENTS BY CAPROCK TO CSW COMMUNICATIONS

          There  were no  payments  by  CapRock  to CSW  Communications
during the  reporting  period.  Currently  CapRock is in default of its
obligations  under the Fiber  System  Lease and Option  Agreement.  The
lease has been terminated.







<PAGE>

                           S I G N A T U R E


     As requested by order of this Commission pursuant to the Public Utility
Holding Company Act of 1935, CSW Communications, Inc. has duly caused this
report to be signed on its behalf on this 27th day
of August 1996.

                                        CSW COMMUNICATIONS, Inc.


                                        /S/  SHIRLEY BRIONES
                                             Shirley Briones
                                             Treasurer






                                                        Exhibit 1


                            CSW COMMUNICATIONS, INC.
                                  BALANCE SHEET
                                  JUNE 30, 1996


Assets

   Fiber Optic Equipment and Plant                     $16,140,128

   Intangibles (Net of Accumulated
   Amortization)                                            90,466

   Deferred Charges                                           --

   Income Tax Benefit Receivable                         1,131,533

   Other Assets                                            909,348

                                                      ============
   Total Assets                                        $18,271,475
                                                      ============


Capitalization and Liabilities

   Common Stock                                             $1,000

   Retained Earnings                                    (2,704,490)

                                                      ------------
   Total Capitalization                                 (2,703,490)
                                                      ------------

   Advances from Affiliates                             19,444,152

   Accounts Payable CSWS                                   684,289

   Accrued Interest                                         88,750

   Deferred Income Taxes                                   662,094

   Other Liabilities                                        95,680

                                                      ============
   Total Capitalization and
   Liabilities                                         $18,271,475
                                                      ============







                                                        Exhibit 2




                            CSW COMMUNICATIONS, INC.
                               STATEMENT OF INCOME
                       FOR THE QUARTER ENDED JUNE 30, 1996




Revenue

  Fiber Line Lease                                        $18,994

  Other Income                                             31,800
                                                      -----------

Total Revenue                                              50,794


Expenses

  Interest Expense                                        258,417

  Amortization                                              7,695

  Income Taxes                                           (515,818)

  Deferred Federal Income Taxes                            70,731

  Administrative and General                            1,015,376

  Maintenance                                               8,116

  Taxes Other than Income                                  33,000

                                                      -----------
Total Expenses                                            877,517
                                                      -----------

                                                      -----------
Net Loss                                                $(826,723)
                                                      ===========




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